No obligation to use a rental property as a supermarket
The Arnhem-Leeuwarden Court of Appeal has made a decision on whether the tenant of a building was obliged to operate a supermarket formula, or whether other retail practices should also be allowed in the building. See Arnhem-Leeuwarden Court of Appeal on 25 May 2023, ECLI:NL:GHARL:2023:4348.
Marqt had entered into a lease with regard to a building with the aim of operating a supermarket there according to the Marqt formula. Marqt is then taken over by Udea. Udea operates a supermarket opposite the building according to the Ekoplaza formula. For that reason, Marqt no longer wants to operate a Marqt supermarket in the rented property. Marqt then leases the space to a third party, who operates a furniture store there. The property owner demanded that Marqt still operate a supermarket according to the Marqt formula.
The rental agreement stipulates that the rented property is intended to be used for retail. It is also stipulated that the lessor guarantees that Marqt can use the leased property for a shop in accordance with the Marqt formula. The Court of Appeal ruled that by using the word ‘retail trade’, the parties intended to agree on a broader purpose for use than just that for a ‘shop in accordance with the Marqt formula’ or a ‘supermarket’.
The lessor pointed out that it had been agreed that it would pay an investment contribution to Marqt, which it also did, so that Marqt could make the rented property suitable for the establishment of a Marqt supermarket. With this investment contribution, the building has been adapted on behalf of Marqt into a more open, multifunctional retail space, suitable for all kinds of retail, including a supermarket. According to the court, it cannot be concluded from this that it had been agreed that the use of the building would be limited to the operation of a Marqt supermarket only.
The landlord’s claim to use the rented property as a supermarket was rejected by the court.
This judgment once again shows the importance of the formulation of the agreements made in writing.
Ludwig & Van Dam lawyers, franchise legal advice.
Do you want to respond? Then email to dolphijn@ludwigvandam.nl
Other messages
Preferential right of purchase in lease does not apply – September 7, 2018 – mr. AW Dolphin
Preferential right of purchase in a rental agreement does not apply
mr. Dolphijn writes chapter Franchising in Leidraad voor de Accountant
mr. Dolphijn writes chapter Franchising in Leidraad voor de Accountant
Distrifood: Ludwig & Van Dam Advocaten assists Emté franchisees in choosing a formula
Distrifood: Ludwig & Van Dam Advocaten assists Emté franchisees in choosing a formula
Transfer of business with ‘preferred supplier’ of franchisees
On 13 June 2017, the Amsterdam Court of Appeal ruled in interlocutory proceedings, ECLI:NL:GHAMS:2017:2144, on the question whether employees of a 'preferred supplier' of the
Late notification that no franchise agreement will be concluded
On April 11, 2017, EQLI:NL:GHARL:2017:3104, the Amsterdam-Leeuwarden Court of Appeal not only assessed the question of whether the negotiations on a franchise agreement to be concluded
Want to get rid of your franchise agreement in the meantime?
Franchise agreements are usually concluded for a longer period of time. How do you break open a franchise agreement?